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Consumer & Retail M&A Report

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Consumer & Retail M&A Report HYDE PARK CAPITAL Integrity | Expertise | Results Investment Banking | Mergers & Acquisitions | Capital Raising John Hill Senior Managing Director [email protected] (813) 383-0205 John McDonald Senior Managing Director [email protected] (813) 383-0206 Consumer & Retail Keith Hodgdon Managing Director M&A Report [email protected] (813) 383-0208 Q3 2016 Jami Gold Vice President [email protected] (813) 383-0203 Greg Bosl Vice President [email protected] (813) 597-2649 Jeffrey Hendricks Vice President [email protected] (678) 523-3073 Kenneth Burnside Business Development Officer [email protected] (864) 905-9633 Hyde Park Capital Advisors, LLC 701 N. Franklin Street Tampa, FL 33602 Tel: 813-383-0202 www.hydeparkcapital.com Member FINRA/SIPC Capital Markets Overview – Consumer & Retail Commentary Select Public Offerings – Consumer & Retail (Q3 2016) ($ in millions) IPO / Offering As of September 30, 2016, the S&P 500 Retailing Index and S&P Offer Date Issuer Industry Sector Secondary Size 500 increased 14.4% and 12.7%, respectively, over the last 12 09/21/16 e.l.f. Beauty, Inc. Household Products IPO $142 month period, while the S&P 500 Consumer Durables & Apparel 09/12/16 Blue Buffalo Pet Products, Inc. Packaged Foods Secondary $355 Index declined 3.2%. 09/06/16 Ollie's Bargain Outlet Holdings, Inc. Retail Secondary $358 The table on the right illustrates select public offerings completed 08/29/16 The Coca-Cola Co. Soft Drinks Fixed Income $2,552 in Q3 2016. AdvancePierre Foods Holdings, Inc. (NYSE:APFH), 08/16/16 The Kraft Heinz Foods Co. Packaged Foods Fixed Income $14,967 which produces sandwiches, other entrees and snacks, raised $391 million in the largest IPO during the quarter. 08/04/16 Albertsons Companies, LLC Food Retail Fixed Income $1,250 08/03/16 At Home Group, Inc. Household Products IPO $130 The Beverages and Packaged Foods sectors were the industry’s leaders with respect to valuation during the 3rd quarter, trading at 07/26/16 Walgreens Boots Alliance, Inc. Drug Retail Secondary $1,208 EBITDA multiples of 17.9x and 13.7x, respectively. 07/25/16 Post Holdings, Inc. Packaged Foods Fixed Income $1,750 07/14/16 AdvancePierre Foods Holdings, Inc. Packaged Foods IPO $391 Public Market Performance (LTM) Public Company Market Performance by Sector 120% Median Change in Stock Price Enterprise Value / LTM 14.4% Industry Sector 3 Months 12 months Revenue EBITDA 110% 12.7% Specialty Retail (0.1%) 0.0% 0.7x 6.9x Department Store Retail 9.9% (22.9%) 0.5x 6.0x Discount Stores & Mass Merchants (4.4%) 6.7% 0.6x 11.1x 100% Apparel, Accessories & Footwear Retail 2.2% (6.1%) 0.6x 6.2x Apparel, Accessories & Footwear (7.6%) (10.4%) 1.2x 10.1x 3.2% Furniture & Furnishings Retail (1.9%) (3.7%) 0.6x 6.0x Furniture & Furnishings Manufacturers (5.7%) (8.5%) 0.9x 8.2x 90% Personal Care Products 3.5% 22.7% 1.7x 12.2x Household Products 1.1% 17.9% 2.2x 11.6x Recreational & Leisure Products (3.8%) 7.8% 1.6x 10.7x Restaurants (1.4%) 2.8% 1.5x 10.3x 80% Sep-15 Dec-15 Mar-16 Jun-16 Sep-16 Packaged Foods (5.1%) 20.0% 2.3x 13.7x Beverages (1.4%) 14.6% 5.8x 17.9x S&P 500 S&P 500 Retailing Index S&P 500 Consumer Durables & Apparel Index Food Retail (8.1%) (2.7%) 0.5x 7.4x Source: S&P Capital IQ HYDE PARK CAPITAL 2 Investment Banking | Mergers & Acquisitions | Capital Raising Annual M&A Activity – Consumer & Retail Commentary Completed U.S. M&A Transactions by Deal Size As detailed in the charts below, Middle Market M&A activity in the ($ in billions) Consumer & Retail industry declined during the year-to-date YTD '15 YTD '16 % Change period ended September 30, 2016, with 95 closed transactions, a Deal Size Volume Value Volume Value Volume Value 29% decrease from the 134 transactions that closed during the Less than $100M 90 $3.3 52 $2.3 (42%) (29%) prior year period. $100 - $499M 39 $8.8 37 $8.0 (5%) (10%) $500 - $999M 5 $3.1 6 $4.4 20% 40% Despite a significant drop in deal volume, the total value of Total Middle Market 134 $15.3 95 $14.8 (29%) (4%) completed Middle Market M&A transactions in the Consumer & Retail industry fell only 4% to $14.8 billion, down from $15.3 % of Total Market Less than $100M 67% 21% 55% 16% billion during YTD ‘15. $100 - $499M 29% 58% 39% 54% $500 - $999M 4% 21% 6% 30% YTD ’16 deal value was bolstered by transactions valued between Total Middle Market 100% 100% 100% 100% $500 million and $1 billion which represented 30% of completed transaction value, compared with 21% during the prior year period. U.S. M&A Activity – Annual Trends: VOLUME U.S. M&A Activity – Annual Trends: VALUE 250 $35 231 221 217 $30.2 $29.0 $30 198 197 $28.2 200 190 190 192 189 $26.3 $26.3 $25.4 176 $25.1 $25 in billions) $22.1 151 $21.7 $21.2 $21.7 150 140 134 $20 131 $18.1 $15.3 $13.9 $14.8 95 $15 100 Total Transaction Volume Transaction Total $10 Total Transaction Value Value ($ Transaction Total 50 $5 0 $0 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 YTD '15 YTD '16 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 YTD '15YTD '16 Less than $100M $100 - $499M $500 - $999M Source: S&P Capital IQ (middle market includes all closed deals with disclosed deal value between $10 million and $1 billion) HYDE PARK CAPITAL 3 Investment Banking | Mergers & Acquisitions | Capital Raising Quarterly M&A Activity – Consumer & Retail Commentary Completed U.S. M&A Transactions by Deal Size As detailed in the charts below, Middle Market M&A activity in the ($ in billions) Consumer & Retail industry decreased during Q3 2016 compared Q3 2015 Q3 2016 % Change with Q3 2015. Middle Market M&A transaction volume decreased Deal Size Volume Value Volume Value Volume Value to 31 transactions, down from 48 transactions in the prior year Less than $100M 29 $1.1 17 $0.7 (41%) (31%) period. $100 - $499M 17 $3.9 13 $2.9 (24%) (26%) $500 - $999M 2 $1.4 1 $0.9 (50%) (34%) The total value of completed Middle Market M&A transactions in Total Middle Market 48 $6.3 31 $4.5 (35%) (29%) the Consumer & Retail industry fell 29% to $4.5 billion, down from % of Total Market $6.3 billion in Q3 2015. Less than $100M 61% 17% 55% 16% $100 - $499M 35% 62% 42% 64% We expect deal volume will increase in the Consumer and Retail $500 - $999M 4% 21% 3% 20% industry during Q4 2016 due to low consumer price index rates, Total Middle Market 100% 100% 100% 100% large amounts of disposable income, and increased consumer spending in Q4 2016. U.S. M&A Activity – Quarterly Trends: VOLUME U.S. M&A Activity – Quarterly Trends: VALUE 80 $10 $8.8 $8 $7.5 58 $7.5 60 55 57 55 in billions) 53 $6.7 $6.4 $6.4 $6.3 $6.3 $6.4 49 48 $6.1 $6.1 48 45 $6 43 $5.1 38 41 39 40 $4.5 31 $4 $3.6 Total Transaction Volume Transaction Total 25 25 24 $2.9 $2.8 Total Transaction Value Value ($ Transaction Total $2.5 20 $2 0 $0 Q3'12 Q4'12 Q1'13 Q2'13 Q3'13 Q4'13 Q1'14 Q2'14 Q3'14 Q4'14 Q1'15 Q2 '15 Q3 '15 Q4'15 Q1'16 Q2'16 Q3'16 Q3'12 Q4'12 Q1'13 Q2'13 Q3'13 Q4'13 Q1'14 Q2'14 Q3'14 Q4'14 Q1'15 Q2' 15 Q3 '15 Q4'15 Q1'16 Q2'16 Q3'16 Less than $100M $100 - $499M $500 - $999M Source: S&P Capital IQ (middle market includes all closed deals with disclosed deal value between $10 million and $1 billion) HYDE PARK CAPITAL 4 Investment Banking | Mergers & Acquisitions | Capital Raising Recent M&A Activity – Consumer & Retail Select M&A Transactions (Q3 2016) ($ in millions) Announced Enterprise EV / EV / Date Target Buyer Industry Value ($mm) Revenue EBITDA 09/29/16 Petsense, Inc. Tractor Supply Co. Retail $116.0 NA NA 09/27/16 Last Call Guarantor, LLC Fun Eats and Drinks, LLC Restaurants $30.0 NA NA 09/22/16 WCI Communities, Inc. Lennar Corp. Retail $830.7 1.3x 13.7x 09/21/16 ACH Food Companies, Inc. B&G Foods North America, Inc. Food & Beverage $365.0 NA NA Wooden Camera, Inc. Apparel, Accessories & 09/20/16 The Vitec Group, plc $35.0 NA 14.0x (Spices & Seasonings Business) Footwear 09/19/16 Arrow Uniform-Taylor, LLC UniFirst Corp. Retail $122.0 NA NA 09/06/16 Wilson Parker Homes, Inc. DR Horton, Inc. Retail $90.0 0.4x NA Household & Personal 09/01/16 Camp Chef, Inc. Vista Outdoor, Inc. $74.0 NA NA Products 08/29/16 Delek US' Retail Assets Copec, Inc. Food & Beverage $529.0 NA NA 08/09/16 BFN Operations, LLC LM Farms, LLC Food & Beverage $15.0 0.1x NA Household & Personal 08/08/16 Aquasana, Inc. AO Smith Corp. $87.0 NA NA Products 08/08/16 XpresSpa FORM Holdings Corp. Retail $28.7 0.7x NA Household & Personal 08/07/16 Mattress Firm Holding Corp. Steinhoff Intl. Holdings N.V. $3,743.2 1.2x 16.0x Products Household & Personal 08/04/16 TerraVia Holdings, Inc.
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